Dean Kehler
About Dean C. Kehler
Dean C. Kehler (68) is an independent Class I Director of Portman Ridge Finance Corporation (PTMN), serving on the Board since February 2012 and standing for a new term through 2028 if re‑elected . He is Managing Partner of Trimaran Capital Partners (since 1993) and previously served as Co‑Chairman and Co‑CEO of GX Acquisition Corp. (2019–2021) and GX Acquisition Corp. II (2020–March 2023) . Kehler’s background includes vice chairman of CIBC World Markets (co‑head of CIBC Argosy Merchant Banking Funds), founder/Managing Director of The Argosy Group L.P., Managing Director at Drexel Burnham Lambert, and earlier work at Lehman Brothers Kuhn Loeb . He holds a B.S. from The Wharton School, University of Pennsylvania .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Trimaran Capital Partners | Managing Partner | Since 1993 | Private investment fund leadership |
| GX Acquisition Corp. | Co‑Chairman & Co‑CEO | 2019–2021 | SPAC leadership |
| GX Acquisition Corp. II | Co‑Chairman & Co‑CEO | 2020–Mar 2023 | SPAC leadership |
| CIBC World Markets Corp. | Vice Chairman; Co‑Head, CIBC Argosy Merchant Banking Funds | Pre‑1995 to 1995+ (prior to co‑founding Trimaran) | Corporate finance and merchant banking leadership |
| The Argosy Group L.P. | Founder & Managing Director | Prior to 1995 | Built merchant banking platform |
| Drexel Burnham Lambert Inc. | Managing Director | Prior to Argosy | Credit and capital markets experience |
| Lehman Brothers Kuhn Loeb Inc. | Investment banker | Early career | Corporate finance experience |
External Roles
| Company/Institution | Role | Tenure | Notes |
|---|---|---|---|
| Celularity Inc. | Director | Current (as of 2025) | Public company board |
| NioCorp Developments Ltd. | Director | Current (as of 2025) | Public company board |
| El Pollo Loco Holdings, Inc. | Director | 2005–Mar 2023 | Former public company directorship |
Board Governance
- Independence: The Board determined all current directors other than Messrs. Goldthorpe and Schafer are independent; Kehler is independent under Nasdaq and 1940 Act standards .
- Committee assignments: Compensation Committee member (Chair: Alexander Duka); Committee met 4 times in FY2024 .
- Attendance: The Board met 6 times in FY2024 and each director attended at least 75% of Board and committee meetings held during their service .
- Other committees context: Audit Committee (met 4 times in FY2024; chair Robert Warshauer) and Nominating & Corporate Governance Committee (met 4 times in FY2024; chair George Grunebaum) .
- Board leadership: CEO Ted Goldthorpe serves as Chairman; Lead Independent Director is Alexander Duka; independent directors meet in executive session and with the CCO at least annually .
Fixed Compensation
| Component | PTMN Director Pay Policy | Dean C. Kehler – FY2024 |
|---|---|---|
| Annual Board Retainer (Independent Directors) | $77,000 cash | Included in total cash |
| Lead Independent Director Fee | $10,000 (if applicable) | N/A (not LID) |
| Committee Chair Fees | Audit $10,000; Nominating $5,000; Compensation $5,000 | N/A (not a chair) |
| Meeting Fees | Not disclosed (retainer structure) | — |
| Reimbursements | Out‑of‑pocket expenses reimbursed | As applicable |
| Total Fees Earned (PTMN, FY2024) | — | $96,250 |
| Total Stock/Option Grants | No stock‑based compensation for independent directors | $0 |
Performance Compensation
- The Company does not maintain a stock or option plan, non‑equity incentive plan or pension plan for its directors; independent directors do not receive stock‑based compensation .
| Performance Element | Details |
|---|---|
| Annual/Long‑term Incentives | None for directors |
| Equity Awards (RSUs/PSUs/Options) | None; no director equity program |
| Performance Metrics | Not applicable |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | Celularity Inc.; NioCorp Developments Ltd. |
| Prior public company boards | El Pollo Loco Holdings, Inc. (2005–Mar 2023) |
| PTMN “Fund Complex” oversight count | 1 portfolio (PTMN only) |
| Potential interlocks context | Several other independent directors of PTMN have investments/roles in BC Partners‑managed entities (e.g., BC Partners Lending Corporation; BC Partners Special Opportunities funds), but Kehler is not listed in that table, limiting potential intra‑complex interlocks for him . |
Expertise & Qualifications
- The Board cites Kehler’s knowledge in corporate finance, investment management, financial analysis, and corporate governance as strengthening Board skills .
- Education: B.S., The Wharton School, University of Pennsylvania .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total Beneficial Ownership (shares) | 167,400 | As of record date; beneficial ownership under SEC rules |
| Percent of Class | 1.82% | Based on 9,202,870 shares outstanding |
| Sole Voting/Dispositive Power (subset) | 72,500 shares | Delivered at closing of a transaction; sole voting and dispositive power |
| Dollar Range (PTMN stock) | Over $100,000 | Based on PTMN $12.29 close on Apr 25, 2025 |
Governance Assessment
- Strengths: Independent director with deep financial and governance experience; meaningful ownership (1.82%) supports alignment; met attendance threshold; serves on the Compensation Committee, which oversees reimbursement for key finance/compliance staff and non‑investment professionals of the external adviser .
- Compensation structure: Cash‑only director pay with no equity or incentive plans reduces misalignment risks around grant design; his FY2024 PTMN board fees were $96,250 .
- Conflicts/related‑party exposure: PTMN is externally managed by a BC Partners affiliate, with known platform‑level conflicts mitigated via independent director oversight and an SEC co‑investment order requiring a “required majority” of independents for participation; no specific related‑party transactions involving Kehler were disclosed .
- Board leadership risk: Combined CEO/Chair model is counterbalanced by a Lead Independent Director and robust committee structure; Kehler contributes as an independent committee member within that framework .
RED FLAGS: None specific to Kehler disclosed (no stock pledging, no related‑party transactions tied to him, no attendance shortfalls) .